Schwartz H. Michael 4
4 · SmartStop Self Storage REIT, Inc. · Filed Mar 27, 2026
Research Summary
AI-generated summary of this filing
SmartStop (SMA) CEO H. Michael Schwartz Receives LTIP Awards
What Happened
- H. Michael Schwartz, SmartStop Self Storage REIT's President, CEO and a Director, was granted two equity awards on 2026-03-25: 64,775 long‑term incentive plan (LTIP) units and 103,342 performance‑based LTIP units. Both awards are reported as derivative acquisitions at $0.00 (award grants), totaling 168,117 LTIP units.
- The 64,775 LTIP units vest ratably over four years beginning December 31 of the grant year. The 103,342 LTIP units represent 200% of the target award and are performance‑based; the actual payout can range from 0% to 100% of the reported amount depending on achievement of performance goals, and will vest no later than January 31, 2029 (if performance conditions are met).
Key Details
- Transaction date: 2026-03-25; Form 4 filed 2026-03-27 (appears timely).
- Reported price: $0.00 (award/derivative grant; Form 4 code A).
- Total units granted: 64,775 (time‑based LTIP) + 103,342 (performance LTIP) = 168,117 LTIP units.
- Conversion/settlement: LTIP units convert into operating partnership common units, which are redeemable for either SmartStop common shares on a one‑for‑one basis or cash at the issuer’s election (see footnotes F4, F7, F10).
- Vesting specifics: time‑based units vest ratably over 4 years (F5); performance units vest based on metrics and may vest up to the reported amount, with final vesting no later than 1/31/2029 (F6).
- Holdings note: several footnotes reference previously reported indirect or entity holdings (e.g., SOH and Churchill TRI LLC) and previously reported Class A‑1 and common units; these reflect prior disclosures, not new purchases in this filing (F1–F3, F8–F11).
- Filing timeliness: Filed two days after the transaction date; no late filing indication in the Form 4 summary.
Context
- These transactions are equity compensation awards (derivative grants), not open‑market purchases or sales. Such awards are routine for executive compensation and reflect pay structure and retention incentives rather than an immediate personal cash investment.
- The performance LTIP is variable by design (0–100% payout of reported amount depending on results). If converted and settled, LTIP/Common Units may be converted to common shares one‑for‑one or cashed out per the issuer’s election.
Insider Transaction Report
Form 4
Schwartz H. Michael
DirectorCEO and President
Transactions
- Award
Long-Term Incentive Plan Units
[F4][F5]2026-03-25+64,775→ 298,566.29 total(indirect: By Trust)Exercise: $0.00→ Common Stock (64,775 underlying) - Award
Long-Term Incentive Plan Units
[F4][F6]2026-03-25+103,342→ 295,942.19 total(indirect: By Trust)Exercise: $0.00→ Common Stock (103,342 underlying)
Holdings
- 24,250(indirect: See Footnote 1.)
Common Stock
[F1] - 120,805(indirect: See Footnote 2.)
Common Stock
[F2] - 29,315(indirect: By Trust)
Common Stock
[F3] - 29.11(indirect: By Trust)
Common Units
[F7][F8]Exercise: $0.00→ Common Stock (29.11 underlying) - 96,543.26(indirect: See Footnote 9.)
Common Units
[F7][F9]Exercise: $0.00→ Common Stock (96,543.26 underlying) - 2,397,695.44(indirect: See Footnote 11.)
Class A-1 Units
[F10][F11]Exercise: $0.00→ Common Stock (2,397,695.44 underlying)
Footnotes (11)
- [F1]Represents 24,250 shares of common stock previously reported as being indirectly owned by the Reporting Person through Churchill TRI LLC, a Nevada limited liability company, which is 50% owned by The H. Michael Schwartz 2011 Irrevocable Trust and 50% owned by The Holly Breaux Schwartz 2011 Irrevocable Trust.
- [F10]Represents Class A-1 limited partnership units ("Class A-1 Units") of the Operating Partnership. Class A-1 Units are redeemable by the holder for, at the election of the Issuer, shares of Common Stock of the Issuer on a one-for-one basis or the cash value of such shares.
- [F11]Represents 2,397,695.44 Class A-1 Units owned by SOH previously reported as being owned by the Reporting Person.
- [F2]Represents 120,805 shares of Common Stock owned by SmartStop OP Holdings, LLC ("SOH") previously reported as being owned by the Reporting Person. SOH is indirectly owned and controlled by the Reporting Person.
- [F3]Represents 29,315 shares of Common Stock previously reported as being owned by the Reporting Person.
- [F4]Represents long-term incentive plan units ("LTIP Units") of SmartStop OP, L.P., the Issuer's operating partnership (the "Operating Partnership"). Vested LTIP Units are convertible into common units of the Operating Partnership ("Common Units"). Common Units are redeemable by the holder for, at the election of the Issuer, shares of the Issuer's Common Stock on a one-for-one basis or the cash value of such shares.
- [F5]Represents 64,775 LTIP Units granted to the Reporting Person pursuant to the Issuer's incentive plan, which LTIP Units vest ratably over four years commencing on December 31 of the year of grant, subject to the Reporting Person's continued employment or service through each vesting date.
- [F6]Represents 103,342 LTIP Units issued to the Reporting Person pursuant to the Issuer's incentive plan, which number is equal to 200% of the target number of LTIP Units to be issued upon vesting. The actual number of LTIP Units to be issued upon vesting can range from 0% to 100% of the number of LTIP Units reported, based on achievement of specified performance measures. Assuming the achievement of the specified performance measures, the LTIP Units, as adjusted, will vest no later than January 31, 2029.
- [F7]Represents common units ("Common Units") of the Operating Partnership. Common Units are redeemable by the holder for, at the election of the Issuer, shares of Common Stock of the Issuer on a one-for-one basis or the cash value of such shares.
- [F8]Represents 29.11 Common Units previously reported as being owned by the Reporting Person.
- [F9]Represents 96,543.26 Common Units owned by SOH previously reported as being owned by the Reporting Person.
Signature
/s/ H. Michael Schwartz|2026-03-27